It's proxies at 40 paces, as Sol faces his high noon at Coles Myer

It is Solomon Lew's version of D-Day. The legal guns and share weaponry are in place, the loyal troops assembled, the spectacle about to begin.

It is 10am today in the Vodaphone Arena in Melbourne that Mr Lew's determined assault on the rest of the Coles Myer board gets its official test at the company's annual general meeting. Does he have the numbers to break through? Has his extraordinary campaign to remain on the board been successful? What revenge will he seek if he is repulsed?

By comparison with this massive re-election struggle, the Victorian state political campaign is but a tame game for amateurs. In this battle, lawyers are on the frontline, shooting everywhere. They were in the Supreme Court again last night when Mr Lew successfully challenged the refusal of Coles Myer to let his scrutineers join in the inspection of proxy votes delivered to the share registry ahead of today's formal tallying of numbers.

Across town his ally Sir Ron Brierley was threatening to force another extraordinary general meeting if the Coles Myer board subsequently appointed anyone else they did not like as a director. Sir Ron was calling for the whole board to be replaced except for Mr Lew.

How could the inner workings of Australia's largest retailer have degenerated into this gripping corporate soap-opera?

The prospect of such a fiasco clearly did not occur to the former Coles Myer chairman Stan Wallis when he suggested to Mr Lew in September that he and Mr Lew should quietly resign from the board at the AGM.

Instead, an infuriated Mr Lew decided to fight as hard as he knows how. He is relying heavily on the support of all the mums and dads, the usually ignored individual ``retail investors", many of whom bought shares to get the shareholder discount card that is being phased out.

They have been subjected to a $10 million-plus direct mail, phone call and media advertising blitz to encourage them to turn out today or to send in their special yellow proxy forms provided by the Lew campaign to counter the Coles Myer blue ones. Through his companies, he has also bought or rented nearly 10 per cent of the nearly 1.2 billion Coles Myer shares on offer to sustain him against the opposition.

That opposition includes the institutional shareholders, eight of his fellow nine directors and the announcement by the new chairman, Rick Allert, that he will use his power to vote undirected proxies against Mr Lew. Mr Lew and his one supporter on the board, Mark Leibler, who is also up for re-election, will be given the chance to speak today, with another nine hopeful candidates. None of the other nine has a chance.

Mr Lew's chance of getting 50 per cent of the vote was always remote but he has been coming closer. Deliberately, none of the other directors is aware of the details of the latest counting.

The others argue that Mr Lew has been on the board too long 17 years and question the potential for conflict of interest, given the Lew family companies supply about $60 million worth of goods to Coles Myer annually.

Mr Lew, forced out as executive chairman in 1995, argues that he merely asks too many difficult but necessary questions about a company not doing very well. He promises to reinstate the discount card. He is also threatening to sue other directors if the does not get his way today.